AEG 21604 G Manual do Utilizador descarregar pdf (Página 217)

100

101

206

OFFER, SUBSCRIPTION AND SALE OF THE NOTES

The Offer

The Issuer offers up to EUR 125,000,000 9.25 % notes due 1 December 2015 (the “Offer”). The obliga-

tions under the Notes constitute unsubordinated and, except for the guarantee described in the next sen-

tence, unsecured obligations of the Issuer ranking pari passu among themselves and pari passu with all

other unsecured and unsubordinated obligations of the Issuer, unless such obligations are accorded prior-

ity under mandatory provisions of statutory law. The Notes have the benefit of an unconditional and ir-

revocable guarantee of AEG Power Solutions B.V., The Netherlands.

The Offer consists of:

(i) the “Public Offer”. The Notes will be offered by the Issuer to the public in Germany. In Germany the

Notes will be publicly offered through the subscription functionality of the trading system XONTRO (the

“Subscription Box”) provided by EUWAX Aktiengesellschaft, Stuttgart. Close Brothers Seydler Bank

AG, Frankfurt am Main (“Close Brothers”) does not participate in the Public Offer.

(ii) the “Institutional Offer”: A private placement to institutional investors in Germany and certain other

countries outside Germany, the United States, Canada, Australia and Japan will be conducted by Close

Brothers as Global Coordinator and Sole Bookrunner in compliance with applicable private placement

exemptions.

There are no predetermined tranches of Notes for each of the Public Offer and the Institutional Offer.

There is no minimum or maximum amount of subscription offers for Notes. Investors may place subscrip-

tion offers in any amount starting with the denomination for one Note.

Subscription through the Subscription Box

Notes will be offered to the public through the Subscription Box. Investors who want to submit a sub-

scription offer must submit a subscription offer for such Notes via their respective depository bank within

the Offer Period. This requires that the depository bank (i) has been admitted as a trade participant to the

Baden-Württembergische Börse Stuttgart or has access to trading via an accredited trade participant ; (ii)

is connected to XONTRO; and (iii) is authorised and able to use the Subscription Box on the basis of the

terms and conditions for the use of XONTRO Subscription Box “Bondm-Zeichnung” (the “Trading Par-

ticipant”).

Upon the investor’s request, the Trade Participant submits a subscription offer on behalf of the investor

via the Subscription Box (anomymised). On the basis of an implementation agreement between Bankhaus

Gebr. Martin, AG, Kirchstraße 35, 73033 Göppingen (the “Paying Agent”) and Close Brothers dated

12 November 2010, the Paying Agent accepts the subscription offers in the name and for the account of

Close Brothers and notifies Close Brothers about incoming subscription offers.

1 2 ... 212 213 214 215 216 217 218 219 220 221 222 ... 650 651

AEG 21604 G Manual do Utilizador Página 217

Comentários a estes Manuais

AEG 21604 G Manual do Utilizador Página 217

Comentários a estes Manuais

Manuais e produtos relacionados com Fogões AEG 21604 G